Further Representations. Each Party acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions contemplated hereby, with the opportunity to seek advice as to its legal rights from such counsel. Each Party further represents that it is being independently advised as to the tax consequences of the transactions contemplated hereby and is not relying on any representation or statements made by any other Party as to such tax consequences.
Appears in 7 contracts
Samples: Reorganization and Acquisition Agreement (22nd Century Group, Inc.), Asset Purchase Agreement (Peizer Terren S), Asset Purchase Agreement (Biovie Inc.)
Further Representations. Each Party acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions contemplated herebyTransactions, with the opportunity to seek advice as to its legal rights from such counsel. Each Party further represents that it is being independently advised as to the tax consequences of the transactions contemplated hereby Transactions and is not relying on any representation or statements made by any other Party as to such tax consequences.
Appears in 6 contracts
Samples: Merger Agreement (VPC Impact Acquisition Holdings), Master Transactions Agreement (Thunder Bridge Acquisition II, LTD), Agreement and Plan of Merger (Thunder Bridge Acquisition LTD)
Further Representations. Each Party acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions contemplated herebyTransactions, with the opportunity to seek advice as to its legal rights from such counsel. Each Party further represents that it is being independently advised as to the tax Tax or securities consequences of the transactions contemplated hereby Transactions and is not relying on any representation representations or statements made by any other Party as to such tax Tax and securities consequences.
Appears in 2 contracts
Samples: Merger Agreement (Chart Acquisition Corp.), Equity Transfer and Acquisition Agreement (Chart Acquisition Corp.)
Further Representations. Each Party acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions contemplated herebyby this Agreement, with the opportunity to seek advice as to its legal rights from such counsel. Each Party further represents that it is being independently advised as to the tax consequences of the transactions contemplated hereby and is not relying on any representation or statements made by any other Party as to such tax consequencesthis Agreement.
Appears in 1 contract
Samples: Asset Purchase Agreement (Strategic Diagnostics Inc/De/)
Further Representations. Each Party acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions contemplated herebyby this Agreement, with the opportunity to seek advice as to his or its legal rights from such counsel. Each Party further represents that he or it is being independently advised as to the tax Tax consequences of the transactions contemplated hereby by this Agreement and is not relying on any representation representations or statements made by any other Party as to such tax Tax consequences.
Appears in 1 contract
Samples: Asset Purchase Agreement (AmpliPhi Biosciences Corp)
Further Representations. Each Party acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions contemplated herebyTransactions, with the opportunity to seek advice as to its legal rights from such counsel. Each Party further represents that it is being independently advised as to the tax consequences of the transactions contemplated hereby Transactions and is not relying on any representation or statements statement made by any other Party as to such tax consequences.
Appears in 1 contract
Further Representations. Each Party acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions contemplated hereby, with the opportunity to seek advice as to its legal rights from such counsel. Each Party further represents that it is being independently advised as to the tax Tax consequences of the transactions contemplated hereby and is not relying on any representation or statements made by any other Party as to such tax Tax consequences.. [SIGNATURE PAGES TO FOLLOW]
Appears in 1 contract
Samples: Asset Purchase Agreement
Further Representations. Each Party acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions contemplated hereby, with the opportunity to seek advice as to its legal rights from such counsel. Each Party further represents that it is being independently advised as to the tax consequences of the transactions contemplated hereby and is not relying on any representation or statements made by any other Party as to such tax consequences, except as expressly provided herein.
Appears in 1 contract
Samples: Membership Interest Purchase Agreement (Verb Technology Company, Inc.)
Further Representations. Each Party acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions transaction contemplated herebyby this Agreement, with the opportunity to seek advice as to its legal rights from such counsel. Each Party hereto further represents that it is being independently advised as to the tax Tax or securities consequences of the transactions contemplated hereby by this Agreement and is not relying on any representation or statements made by any other Party as to such tax Tax and securities consequences.
Appears in 1 contract
Samples: Merger Agreement (STG Group, Inc.)
Further Representations. Each Party acknowledges and represents that it has been represented by its own legal counsel in connection with the transactions contemplated hereby, with the opportunity to seek advice as to its legal rights from such counsel. Each Party further represents that it is being independently advised as to the tax Tax consequences of the transactions contemplated hereby and is not relying on any representation or statements made by any other Party as to such tax Tax consequences.
Appears in 1 contract
